Adult nearshore fishes in large cages on the seafloor off southern California mysteriously died within 3 to 4 h after sunset. Night diving observations showed that fishes were attacked by swarms of crustacean zooplankton, primarily the luminescent ostracod Vargula tsujii Kornicker & Baker 1977 (Myodocopida: Cypridinidae) and the isopod Clrolana diminuta Menzies 1962 (Cirolanidae), species previously identified as members of the southern California demersal zooplankton assemblage. Experiments using traps baited with live fishes showed that attacks occur year-round on many species of nearshore fishes, in both sandy and rocky habitats, and on adults of both sexes more frequently than on juveniles. Ostracods were attracted to fishes first, attaching to their sides and opercula, but not alone causing serious injury. Cirolanid isopods later invaded the traps and were responsible for the fish deaths, usually through extensive gill damage. Both ostracods and isopods often invaded the gills, and also often entered the body cavity through the anus, consuming gonads and liver. Laboratory maze experiments showed that ostracods are attracted to chemicals released from sexually mature fishes and by their own bioluminescence. Isopods are attracted to chemicals released by injured fishes, thus they may preferentially attack fishes initially injured by ostracods. V. tsujii also clustered around unrestrained fishes at night in situ; fishes resting near the seafloor periodically shook off the ostracods and sometimes moved to other locations when surrounded by large numbers. Other fishes apparently avoid the ostracods by swimming higher into the water column, burying themselves in sand, or hiding in rock crevices. Emergent crustacean zooplankton may significantly influence nocturnal versus diurnal distributions and behavior of nearshore fishes. Surveys of commercial fishermen indicated that crustacean zooplankton also cause extensive damage to fishes caught in gill nets, often rendering a significant percentage of a catch unmarketable. Evolutionary and ecological aspects of the phenomenon are discussed.